Common use of Series 2004-1 Excess Collection Account Clause in Contracts

Series 2004-1 Excess Collection Account. Amounts deposited into the Series 2004-1 Excess Collection Account on any Series 2004-1 Deposit Date will be (i) first, withdrawn and deposited in the Series 2004-1 Reserve Account in an amount up to the excess, if any, of the Series 2004-1 Required Reserve Account Amount for such date over the Series 2004-1 Available Reserve Account Amount for such date, (ii) second, used to pay the principal amount of other Series of Notes that are then required to be paid or, at the option of HVF, to pay the principal amount of other Series of Notes that may be paid under the Indenture, in each case, only to the extent that no Aggregate Asset Amount Deficiency, Series 2004-1 Enhancement Deficiency or other Amortization Event with respect to the Series 2004-1 Notes would result therefrom or exist immediately thereafter, (iii) third, used to pay Ford all unpaid Ford Reimbursement Obligations, and (iv) fourth, any remaining funds may be released to HVF, in the cases of clauses (ii) through (iv), only to the extent that no Aggregate Asset Amount Deficiency, Series 2004-1 Enhancement Deficiency or other Amortization Event with respect to the Series 2004-1 Notes would result therefrom or exist immediately thereafter and in the case of clause (iv), only for so long as the Ford LOC Exposure Amount is greater than zero, solely to the extent that after giving effect to such payment or release or immediately after such payment or release, the Fleet Equity Condition would be satisfied. Notwithstanding the foregoing, on the earlier of the first day of the Series 2004-1 Controlled Amortization Period and the Series 2004-1 Rapid Amortization Period, all funds on deposit in the Series 2004-1 Excess Collection Account will be withdrawn from the Series 2004-1 Excess Collection Account and deposited into the Series 2004-1 Collection Account and applied in accordance with Section 2.02(b)(ii) or 2.02(c)(ii), as the case may be, of this Series Supplement.

Series 2004-1 Excess Collection Account. Amounts deposited into allocated to the Series 2004-1 Excess Collection Account on any Series 2004-1 Deposit Date will be (i) first, withdrawn and deposited in the Series 2004-1 Reserve Account in an amount up to the excess, if any, of the Series 2004-1 Required Reserve Account Amount for such date date, after giving effect to any Class A-1 Increase, Class A-1 Decrease or Class A-2 Decrease on such date, over the Series 2004-1 Available Reserve Account Amount for such date, (ii) second, to the extent directed by CRCF used to pay the principal amount of other Series of Notes that are then required to be paid orpaid, at the option of HVF(iii) third, to pay the principal amount extent directed in writing by the Administrator, used to make a voluntary Class A-1 Decrease in the Class A-1 Invested Amount or a voluntary Class A-2 Decrease in the Class A-2 Invested Amount, (iv) fourth, to the extent directed in writing by the Administrator used to make a voluntary decrease in the Invested Amount of any other Series of Notes that may be paid under reduced in accordance with the Indenture, (v) fifth, released to AESOP Leasing in each case, only an amount equal to the extent that no Aggregate Asset Amount Deficiency, Series 2004-1 Enhancement Deficiency or other Amortization Event product of (A) the Loan Agreement’s Share with respect to the Series 2004AESOP I Operating Lease Loan Agreement as of such date times (B) 100% minus the Loan Payment Allocation Percentage with respect to the AESOP I Operating Lease Loan Agreement as of such date times (C) the amount of any remaining funds and (vi) sixth, paid to CRCF for any use permitted by the Related Documents including to make Loans under the Loan Agreements to the extent the Borrowers have requested Loans thereunder and Eligible Vehicles are avail-1 Notes able for financing thereunder; provided, in the case of clauses (ii), (v) and (vi), that no AESOP I Operating Lease Vehicle Deficiency would result therefrom or exist immediately thereafter. Upon the occurrence of an Amortization Event, (iii) third, used to pay Ford all unpaid Ford Reimbursement Obligations, and (iv) fourth, any remaining funds may be released to HVF, in the cases of clauses (ii) through (iv), only to the extent that no Aggregate Asset Amount Deficiency, Series 2004-1 Enhancement Deficiency or other Amortization Event with respect to the Series 2004-1 Notes would result therefrom or exist immediately thereafter and in the case of clause (iv), only for so long as the Ford LOC Exposure Amount is greater than zero, solely to the extent that after giving effect to such payment or release or immediately after such payment or release, the Fleet Equity Condition would be satisfied. Notwithstanding the foregoing, on the earlier of the first day of the Series 2004-1 Controlled Amortization Period and the Series 2004-1 Rapid Amortization Period, all funds on deposit in the Series 2004-1 Excess Collection Account will be withdrawn from with-drawn by the Series 2004-1 Excess Collection Account and Trustee, deposited into in the Series 2004-1 Collection Account and applied in accordance with Section 2.02(b)(ii) or 2.02(c)(ii), allocated as Principal Collections to reduce the case may be, of this Series Supplement2004-1 Invested Amount on the immediately succeeding Distribution Date.

Series 2004-1 Excess Collection Account. Amounts deposited into allocated to the Series 2004-1 Excess Collection Account on any Series 2004-1 Deposit Date will be (i) first, withdrawn and deposited in the Series 2004-1 Reserve Account in an amount up to the excess, if any, of the Series 2004-1 Required Reserve Account Amount for such date date, after giving effect to any Class A-1 Increase, Class A-1 Decrease or Class A-2 Decrease on such date, over the Series 2004-1 Available Reserve Account Amount for such date, (ii) second, to the extent directed by CRCF used to pay the principal amount of other Series of Notes that are then required to be paid orpaid, at the option of HVF(iii) third, to pay the principal amount extent directed in writing by the Administrator, used to make a voluntary Class A-1 Decrease in the Class A-1 Invested Amount or a voluntary Class A-2 Decrease in the Class A-2 Invested Amount, (iv) fourth, to the extent directed in writing by the Administrator used to make a voluntary decrease in the Invested Amount of any other Series of Notes that may be paid under reduced in accordance with the Indenture, (v) fifth, released to AESOP Leasing in each case, only an amount equal to the extent that no Aggregate Asset Amount Deficiency, Series 2004-1 Enhancement Deficiency or other Amortization Event product of (A) the Loan Agreement’s Share with respect to the Series 2004-1 Notes AESOP I Operating Lease Loan Agreement as of such date times (B) 100% minus the Loan Payment Allocation Percentage with respect to the AESOP I Operating Lease Loan Agreement as of such date times (C) the amount of any remaining funds and (vi) sixth, paid to CRCF for any use permitted by the Related Documents including to make Loans under the Loan Agreements to the extent the Borrowers have requested Loans thereunder and Eligible Vehicles are available for financing thereunder; provided, in the case of clauses (ii), (v) and (vi), that no AESOP I Operating Lease Vehicle Deficiency would result therefrom or exist immediately thereafter. Upon the occurrence of an Amortization Event, (iii) third, used to pay Ford all unpaid Ford Reimbursement Obligations, and (iv) fourth, any remaining funds may be released to HVF, in the cases of clauses (ii) through (iv), only to the extent that no Aggregate Asset Amount Deficiency, Series 2004-1 Enhancement Deficiency or other Amortization Event with respect to the Series 2004-1 Notes would result therefrom or exist immediately thereafter and in the case of clause (iv), only for so long as the Ford LOC Exposure Amount is greater than zero, solely to the extent that after giving effect to such payment or release or immediately after such payment or release, the Fleet Equity Condition would be satisfied. Notwithstanding the foregoing, on the earlier of the first day of the Series 2004-1 Controlled Amortization Period and the Series 2004-1 Rapid Amortization Period, all funds on deposit in the Series 2004-1 Excess Collection Account will be withdrawn from by the Series 2004-1 Excess Collection Account and Trustee, deposited into in the Series 2004-1 Collection Account and applied in accordance with Section 2.02(b)(ii) or 2.02(c)(ii), allocated as Principal Collections to reduce the case may be, of this Series Supplement2004-1 Invested Amount on the immediately succeeding Distribution Date.